Standard Bank Group: Changes to Directors’ Classification and Responsibilities

Imagery Source: Flickr
Information Source: JSE SENS
In accordance with paragraph 3.59 of the JSE Listings Requirements and paragraph 6.42 of the JSE Debt and Specialist Securities Listings Requirements, shareholders are advised of the following changes to directors’ classification and responsibilities, as approved by the Standard Bank Group Limited and The Standard Bank of South Africa Limited Boards. These changes will take effect on 21 November 2025.
Update to directors’ classification
The South African Reserve Bank (SARB) Prudential Authority’s Directive 4 of 2018 (the Directive), which came into effect in April 2020, applies to South African-registered banks and their controlling companies. In terms of paragraph 8.1.2.8, any independent non-executive director who has served on the board for a period of nine years or longer and remains a member of the board after the aforementioned period shall, for the Directive, be deemed to no longer be independent.
Jacko Maree, Trix Kennealy, Geraldine Fraser-Moleketi and Nomgando Matyumza were appointed to the boards on 21 November 2016, and in terms of the provisions of the Directive, will be reclassified as non-executive directors with effect from 21 November 2025. Accordingly, they will step down from the following roles:
  • Jacko Maree will step down as Chairman of the Group Model Approval Committee but will remain a member until his retirement at the 2026 Group and SBSA Annual General Meetings (AGM).
  • Trix Kennealy will step down as Chairman and member of the Group and SBSA Audit Committees, as well as member of the Group and SBSA Directors’ Affairs Committees. She will also step down as Chairman of the Group Remuneration Committee, but will remain a member of this committee. In addition, Trix will step down from her role as Lead Independent Director.
  • Geraldine Fraser-Moleketi will step down as Chairman of the Group Social, Ethics and Sustainability Committee, as well as a member of the Group and SBSA Directors’ Affairs Committees. She will remain a member of the Group Social, Ethics and Sustainability Committee until her retirement at the 2026 Group and SBSA AGMs.
  • Nomgando Matyumza will step down as a member of the Group and SBSA Audit Committees and Group and SBSA Directors’ Affairs Committees. She will retire at the 2026 Group and SBSA AGMs.
Board Committee appointments
In line with the Group’s board succession plan, the following appointments will take effect from 21 November 2025:
  • Lwazi Bam will be appointed as Lead Independent Director, Chairman of the Group Remuneration Committee, and member of the Group and SBSA Directors’ Affairs Committees. He will step down as a member of the Group and SBSA Large Exposure Credit Committees.
  • Heather Berrange will be appointed as Chairman of the Group and SBSA Audit Committees and a member of the Group Model Approval Committee.
  • Paul Cook will be appointed as Chairman of the Group Model Approval Committee.
  • Sola David-Borha will be appointed as Chairman of the Group Social, Ethics and Sustainability Committee. - Rose Ogega will be appointed as a member of the Group Social, Ethics and Sustainability Committee and the Group Information Technology Committee.
The Boards express their appreciation to outgoing chairmen and members for their invaluable contribution during their tenure on the various board committees and extend best wishes to directors who will be assuming new roles and responsibilities.
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Standard Bank Group Limited
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